Legal opinions in international transactions : Report of the Subcommittee on Legal Opinions of the Committee on Banking Law of the Section on Business Law of the International Bar Association

Bibliographic Information

Legal opinions in international transactions : Report of the Subcommittee on Legal Opinions of the Committee on Banking Law of the Section on Business Law of the International Bar Association

Michael Gruson, Stephan Hutter, Michael Kutschera

(International Bar Association series)

Kluwer Law International : International Bar Association, 1997

3rd ed

Available at  / 12 libraries

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Includes bibliographical references

Description and Table of Contents

Description

In most important international business transactions opinions of counsel are required as a condition precedent to the "closing' of a transaction. This text analyzes and comments upon the clauses of a typical legal opinion requested in an international financing transaction. It explains the meaning given in such opinion clauses by US counsel, discusses the law and practice of 25 countries whether such an opinion can be given and whether or not modifications are advisable, and addresses the investigation necessary to enable a lawyer to render a correct opinion. This third edition also contains a chapter discussing the opinion a non-US lawyer should request from a US lawyer. The principal purpose of the book is to improve communications between the lawyer (frequently a US attorney) requesting the opinion and the lawyer rendering the opinion. Another aim of the bok is to analyze the interdependence of the opinions of several countries rendered in connection with one transaction. This frequently requires a conflict of laws analysis. Where the laws of several countries apply to a transaction, the various opinions must be put together before the recipient of the opinion can be certain that all relevant legal systems have been fully addressed.

Table of Contents

  • Role of legal opinions
  • interrelation of the laws of several countries
  • inappropriate opinion request and responses
  • purpose of the study
  • the concept of the sample opinion
  • the sample opinion
  • overview of the analysis of the legal opinion
  • analysis of the legal opinion
  • sample opinion addendum
  • analysis of sample opinion addendum
  • the ABA opinion accord and opinions in internatioonal transactions
  • opinions by non-US counsel acting as principal counsel and by US counsel acting as foreign counsel
  • counsel on obligations of a branch or agency of a foreign bank
  • selected opinion literature.

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